How to form an LLC in Delaware (2026)

This page is for a person who lives in Delaware, will do the work from Delaware, and is choosing between remaining a sole proprietor and filing a domestic Delaware LLC. It is a filing walkthrough, not a recommendation that every 1099 earner needs an LLC. Compare the structures on LLC vs sole proprietorship.

Formation Lane is not forming a Delaware LLC. An out-of-state operator who lives and works elsewhere should not treat this page as a reason to file in Delaware for tax or privacy folklore — home-state filing remains the honest default.

Short version for 2026: file a Certificate of Formation on Delaware eCorp, expect $110, appoint a Delaware street registered agent — see registered agent, skip any newspaper advertising pitch that is not on the Certificate path, and calendar the flat $400 annual LLC tax due June 1 (no annual report).

How much does it cost to form an LLC in Delaware?

The Delaware Division of Corporations fee schedule (revised August 1, 2026) lists domestic LLC Certificate of Formation at $110 (filing fee plus municipality fee). There is no newspaper publication and no annual report for a Delaware LLC; the recurring Division cost is the flat $400 annual LLC tax due June 1. The EIN from the IRS is free.

Fees re-checked on the August 1, 2026 Division fee schedule on 7 October 2026. Optional same-day or 24-hour expedites are priced on that schedule; this page does not quote them as required. If the portal shows another line item at checkout, pay what the Division shows and keep the receipt.

How do I file a Certificate of Formation online?

File through Delaware Division eCorp document filing at icis.corp.delaware.gov (linked from corp.delaware.gov). Enter the LLC name and the Delaware registered agent’s name and Delaware street address, submit the Certificate of Formation, then pay the $110 fee. Pay what the portal shows and keep the receipt.

1. Confirm you live and work in Delaware. Use this path only if you live in Delaware and will do the work from Delaware. An out-of-state operator should not treat Delaware filing as a tax or privacy upgrade over home-state formation.
2. Gather Certificate of Formation information. Have a distinguishable LLC name and a Delaware registered agent with a Delaware street address who can accept service of process for the Certificate of Formation.
3. File on Delaware eCorp. File the Certificate of Formation through Delaware Division eCorp document filing at icis.corp.delaware.gov (linked from corp.delaware.gov), or follow the Division mail path.
4. Pay the $110 Certificate fee. Pay the $110 Certificate of Formation fee (filing fee plus municipality fee on the Division fee schedule, revised August 1, 2026). Pay what the portal shows at checkout and keep the receipt.
5. Get an EIN after the certificate is accepted. After the Certificate of Formation is accepted, obtain an Employer Identification Number free on IRS.gov. Form the state entity first.

A company already formed somewhere else that wants to transact business in Delaware files a Foreign Certificate of Registration ($200 on the fee schedule), not a domestic Certificate of Formation. Filing in Delaware does not move work done in Georgia, Ohio, or any other home state out of that state. Home-state filing is the cheaper default for a one-state operator. Overview: Foreign LLC and certificate of authority.

Does a Delaware LLC need a registered agent with a street address?

Yes. Every Delaware LLC names a Delaware registered agent with a Delaware street address on the Certificate of Formation. The agent receives lawsuits and official Division mail for the company. You can serve as your own agent if you meet Delaware’s rules and keep a street address available during business hours, or you can hire a commercial agent.

To change the agent or the registered office later, the fee schedule lists a Change of Agent Only Amendment at $50. DIY versus commercial tradeoffs: Registered agent basics for a new LLC.

Does a Delaware LLC file an annual report?

No. Delaware LLCs do not file an annual report with the Division. They must pay a flat $400 annual LLC tax on or before June 1 each year (Division LLC/LP/GP Franchise Tax Instructions). There is no proration. Late payment adds penalty and interest on the Division’s published terms.

Notices often go through the registered agent; keep that address current. If the company falls out of good standing, the fee schedule lists Revival of Domestic LLC at $220 plus taxes — confirm catch-up totals before filing; see Reinstate an administratively dissolved or revoked LLC. Cross-state renewals: LLC annual report and annual registration.

Do I get an EIN before or after filing the Delaware LLC?

After the Certificate of Formation is accepted. The IRS tells applicants to form the state entity first, and the EIN application on IRS.gov is free. Use the EIN to open a separate business account so LLC money stays out of your personal checking from day one.

Walk through it on Get an EIN after the state entity exists, then First business checking account. Formation with the Division is not a Delaware Division of Revenue account, a sales-tax permit, a city license, or a professional license. Those have their own filings.

Delaware does not require an operating agreement to be filed with the Certificate of Formation. A written agreement still matters between members, and banks often ask for one. See LLC operating agreement basics.

Delaware LLC FAQ

How much does it cost to form an LLC in Delaware?

The Delaware Division of Corporations fee schedule (revised August 1, 2026) lists domestic LLC Certificate of Formation at $110 (filing fee plus municipality fee). There is no newspaper publication and no annual report for a Delaware LLC; the recurring Division cost is the flat $400 annual LLC tax due June 1. The EIN from the IRS is free.

How do I file a Certificate of Formation online?

File through Delaware Division eCorp document filing at icis.corp.delaware.gov (linked from corp.delaware.gov). Enter the LLC name and the Delaware registered agent’s name and Delaware street address, submit the Certificate of Formation, then pay the $110 fee. Pay what the portal shows and keep the receipt.

Does a Delaware LLC need a registered agent with a street address?

Yes. The Certificate of Formation requires a Delaware registered agent with a Delaware street address who can accept service of process. DIY versus commercial tradeoffs: Registered agent basics for a new LLC.

Does a Delaware LLC file an annual report?

No. Delaware LLCs do not file an annual report with the Division. Domestic and foreign LLCs must pay a flat $400 annual LLC tax on or before June 1 each year (Division LLC/LP/GP Franchise Tax Instructions). Cross-state renewals: LLC annual report and annual registration.

Do I get an EIN before or after filing the Delaware LLC?

After the Certificate of Formation is accepted. The IRS tells applicants to form the state entity first, and the EIN application on IRS.gov is free. Walkthrough: Get an EIN after the state entity exists. After the EIN, park operating cash in a dedicated account — see First business checking account.

Does a domestic Delaware LLC need newspaper publication?

No. The Delaware Division Certificate of Formation path and fee schedule do not include a newspaper publication step for a standard Delaware LLC. Skip any “Delaware LLC publication” add-on that is not on the Certificate path. New York LLCs do publish under a different statute — see How to form an LLC in New York.

Is forming in Delaware a tax shelter if I live and work somewhere else?

No. For a one-state operator, home-state filing is the honest default. A Delaware LLC that transacts business in your home state still needs a home-state registered agent and foreign qualification there — plus Delaware’s agent and the $400 annual tax. Delaware is not a tax or privacy magic trick for out-of-state operators. Multi-state overview: Foreign LLC and certificate of authority.

What this page does not cover

• Professional LLC, series LLC, conversions, or foreign registration of an out-of-state company beyond the fee citation above.
• Sales-tax, employer withholding, unemployment, Workers’ Compensation, or local business licenses.
• Whether an S corporation election is worth the payroll. That is a CPA conversation after there is real net income.
• Any promise that an LLC prevents a personal guarantee on a bank account or a business card. It usually does not.
• Any claim that Delaware formation avoids home-state income tax, sales tax, or foreign qualification where you actually work.
• Voluntary cancellation — fee schedule lists Cancellation – domestic at $220 plus annual taxes to cancel; confirm before filing; see Dissolve or cancel an LLC.
• Processor fees or portal line items that are not printed on the sources above.